ARTICLES OF INCORPORATION OF S.C. PRACTIC S.A. CHAPTER I NAME, LEGAL FORM, SCOPE, REGISTERED OFFICE, DURATION

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1 ARTICLES OF INCORPORATION OF S.C. PRACTIC S.A. CHAPTER I NAME, LEGAL FORM, SCOPE, REGISTERED OFFICE, DURATION ART.1 NAME OF THE COMPANY 1.1. The name of the company is "PRACTIC" S.A. In all subsequent references, it shall be referred to as the Company In all the documents, invoices, announcements, publications or any other deeds issued by the Company, the name, legal form, registered office, indication of the share capital, the running number with the Trade Register and the sole registration code shall be mentioned. As the Company has a website, the aforementioned data shall also be published on the website of the Company The name of the Company may be amended by the General Meeting of the Shareholders. ART.2 LEGAL FORM OF THE COMPANY 2.1. The Company is a Romanian legal entity having the legal form of a joint-stock company, in a unitary system and operates in compliance with the Romanian laws and the provisions of the Articles of Incorporation of the Company The Company is an public company, the shares whereof are traded on the AeRO market - the stock market of Bucharest Stock Exchange, the general meeting being able to approve the change of the trading market. ART.3 SCOPE OF BUSINESS 3.1. The main scope of business is the renting and operating of own or leased real estate NACE code 682. The main activity of the Company is renting and operating of own or leased real estate NACE code Secondary activities: - Manufacture of bread; manufacture of fresh pastry goods and cakes - NACE code 1071; Manufacture of other food products n.e.c.- NACE code 1089; Repair of fabricated metal products NACE code 3311; Repair of electrical equipment NACE code 3314; Repair of other equipment NACE code 3319; Distribution of electricity NACE code 3513; Steam and air conditioning supply NACE code 3530; Sewerage NACE code 3700; Collection of nonhazardous waste NACE code 3811; Recovery of sorted materials - NACE code 3832; Development of building projects - NACE code 4110; Construction of residential and nonresidential buildings - NACE code 4120; Construction of other civil engineering projects n.e.c. - NACE code 4299; Electrical installation -NACE code 4321; Plumbing, heat and airconditioning installation - NACE code 4322; Other construction installation - NACE code 4329; Plastering - NACE code 4331; Joinery installation - NACE code 4332; Floor and wall covering NACE code 4333; Painting and glazing - NACE code 4334; Other building completion and finishing - NACE code 4339; Roofing activities NACE code 4391; Other specialized construction activities n.e.c. - NACE code 4399; Wholesale of coffee, tea, cocoa and spices - NACE code 4637; Non-specialized wholesale trade - NACE code 4690; Retail sale

2 in non-specialized stores with food, beverages or tobacco predominating - NACE code 4711; Other retail sale in non-specialized stores - NACE code 4719; Retail sale of fruit and vegetables in specialized stores - NACE code 4721; Retail sale of meat and meat products in specialized stores - NACE code 4722; Retail sale of fish, crustaceans and molluscs in specialized stores - NACE code 4723; Retail sale of bread, cakes, flour confectionery and sugar confectionery in specialized stores - NACE code 4724; Retail sale of beverages in specialized stores - NACE code 4725; Retail sale of tobacco products in specialized stores - NACE code 4726; Other retail sale of food in specialized stores - NACE code 4729; Retail sale of computers, peripheral units and software in specialized stores - NACE code 4741; Retail sale of telecommunications equipment in specialized stores - NACE code 4742; Retail sale of audio and video equipment in specialized stores - NACE code 4743; Retail sale of carpets, rugs, wall and floor coverings in specialized stores - NACE code 4753; Retail sale of electrical household appliances in specialized stores - NACE code 4754; Retail sale of furniture, lighting equipment and other household articles in specialized stores - NACE code 4759; Retail sale of clothing in specialized stores - NACE code 4771; Retail sale of footwear and leather goods in specialized stores - NACE code 4772; Retail sale of cosmetic and toilet articles in specialized stores - NACE code 4775; Retail sale of flowers, plants, seeds, fertilizers, pet animals and pet food in specialized stores - NACE code 4776; Retail sale of watches and jewellery in specialized stores - NACE code 4777; Other retail sale of new goods in specialized stores - NACE code 4778; Retail sale of second-hand goods in stores - NACE code 4779; Freight transport by road - NACE code 4941; Removal services - NACE code 4942; Warehousing and storage - NACE code 5210; Service activities incidental to land transportation NACE code 5221; Cargo handling - NACE code 5224; Hotels and similar accommodation - NACE code 5510; Restaurants and mobile food service activities - NACE code 5610; Beverage serving activities - NACE code 5630; Buying and selling of own real estate - NACE code 6810; Management of real estate on a fee or contract basis NACE code 6832; Business and other management consultancy activities NACE code 7022; Market research and public opinion polling - NACE code 7320; Travel agency activities - NACE code 7911; Tour operator activities - NACE code 7912; Other reservation service and related activities - NACE code The scope of business of the Company is not limited. It may be amended or supplemented by Resolution of the General Meeting of Shareholders and in compliance with the applicable law. The activity thereof is also performed by the set up subsidiaries, branches, representative offices, offices or business units. ART.4 REGISTERED OFFICE OF THE COMPANY 4.1. The registered office of the Company is in Bucharest, 21-23, Biserica Amzei St., C3 building, 1 st and 2 nd floor, 1 st District The Company shall be able to change the registered office thereof by Resolution of the General Meeting of the Shareholders, in compliance with the legal provisions on advertising and registration The Company may establish subsidiaries, branches, representative offices, business units, warehouses, shops, in the country and abroad, based on the Resolution of the General Meeting of the Shareholders, in compliance with the applicable law. ART.5 DURATION OF THE COMPANY 5.1 The duration of the Company is indefinite, as of the date of incorporation with the Trade Register.

3 5.2 The duration of the Company may be reduced, based on the Resolution of the General Meeting of the Shareholders. CHAPTER II SHARE CAPITAL, SHARES ART.6 SHARE CAPITAL 6.1. The subscribed and paid-up share capital amounts to RON 40,983,171, out of which RON 157, represent contribution in kind and RON 40,825, contribution in cash. The share capital is divided into 593,959 registered shares with a value of RON 69 each and is held as follows: - DIMOFTE RADU, Romanian citizen, born on May 9 th, 1959, in Bucharest, Personal Identification Number , male, domiciled in Monaco, 7 Av. Princesse Grace, Huston Palace, Monte Carlo, 98000, identified by passport no , issued by the Romanian authorities in Bucharest, on March 20 th, 2008, holds a number of 287,902 shares of RON 69 each, i.e. RON 19,865,238, with a profit and loss share of %; - INTERNATIONAL BUSINESS & TRADING CORPORATION, with the registered office in Providenciales, Richmond House Annex, Leeward Highway CP 127, Turks & Caicos Islands, registration number E9923 as of August 11 th, 1992, issued by the Trade Register, legal entity of Turks & Caicos nationality, holds a number of 190,976 shares of RON 69 each, i.e. RON 13,137,344, with a profit and loss share of %; - WELLKEPT GROUP S.A., Romanian legal entity, with the registered office in Bucharest, 5-7, Calea Dorobanti, ground floor, D building, premises 1, 1 st District, registered with the Trade Register under no. J40 / 6207/2005, tax registration code RO , holds 71,449 shares of RON 69 each, i.e. RON 4,929,981, with a profit and loss share of %; - Other individual and legal entity shareholders, according to the Shareholders' Register kept by the Depozitarul Central SA, hold 43,632 shares of 69 lei each, or i.e. RON 3,010,608 with a profit and loss share of 7.346% The share capital may be reduced or increased in compliance with the legal provisions by the resolution of the General Meeting, adopted within the terms and conditions of these Articles of Incorporation. The share capital increase or decrease shall be decided by the General Meeting of the Shareholders by the vote of at least two thirds of the voting rights of the shareholders In the case of a new issue, the existing shareholders are the holders of the pre-emption right, pro rata with the number of shares that they hold, exercisable within 1 (one) month of the publication of the resolution of the General Meeting in compliance with the law The shares newly issued in exchange for contributions in cash or in kind shall be paid on the subscription date, in a proportion of at least 30% of the nominal value thereof and in full, within maximum 3 years of the publication date of the resolution of the General Meeting in the Official Gazette, part IV. ART.7 SHARES 7.1. The shares of the Company are dematerialized, registered and have a nominal value of RON 69 each, a number of 593,959 shares corresponding to the share capital.

4 7.2. The shares issued by the Company are of equal value and confer equal rights to the holders Each paid share entitles the holder to a vote in the General Meeting, confers the right to participate in profit sharing as decided by the General Meeting, as well as all the rights stipulated in this Articles of Incorporation and the legal provisions Holding shares within the Company implicitly means accepting the Articles of Incorporation (with all the amending deeds) The liabilities of the Company are guaranteed by the patrimonial assets of the Company, and the shareholders are held liable only within the limit of the value of subscribed (or held) shares. The patrimonial assets of the Company cannot be encumbered by debts or other personal liabilities of the shareholders. ART.8 RECORDS OF THE SHAREHOLDERS The Company keeps the records of the shareholders in the Shareholders' Register. At present, the records of the shareholders are kept by the Central Depository, according to agreement no /September 23 rd, CHAPTER III GENERAL MEETING OF THE SHAREHOLDERS ART.9 GENERAL MEETING OF THE SHAREHOLDERS 9.1. Role of the General Meeting The General Meeting is the deliberative and decision-making body of the Company. The General Meeting expresses the social will and, consequently, decides on all the essential issues of the activity of the Company The General Meetings shall be held at the registered office of the Company or at the location to be indicated in the summoning notice Except as otherwise required by law, the General Meeting may also decide on matters within the competence of another statutory body within the Company In compliance with the legal provisions, the General Meetings are Ordinary and Extraordinary About the Ordinary General Meeting The Ordinary General Meeting congregates at least once a year, within maximum 5 (five) months after the end of the financial year and in any other interval in compliance with the legal provisions Apart from the debate of other issues on the agenda, the Ordinary General Meeting deliberates and makes decisions on any of the following aspects: a) Discussing, approving and / or amending the annual financial statements in virtue of the reports submitted by the directors and the auditors /financial auditor and dividend setting; b) Electing and revoking the directors and auditors / financial auditor and setting the minimum duration of the financial audit agreement; c) Determining the directors remuneration for the current year; d) Assessing the directors activity and passing a ruling on the management thereof; e) Establishing the income and expense budget and, where applicable, the activity programme for the following financial year; f) Approving the pledging, lease or dissolution of one or several units of the Company;

5 g) Any other matters that are included on the agenda of the meeting and fall within the competence of the Ordinary General Meeting in compliance with the legal provisions About the Extraordinary General Meeting The Extraordinary General Assembly congregates as often as necessary, in compliance with this Articles of Incorporation, as well as with the legal provisions The Extraordinary General Assembly deliberates and makes decisions on any of the following aspects: a) Change of the legal form of the Company; b) Relocation of the registered office of the Company; c) Amendment of the scope of business of the Company; d) Establishment or dissolution of secondary offices: branches, agencies, representative offices or other such units without legal status; e) Extension of the duration of the Company; f) Reduction of the share capital of the Company; g) Increase of the share capital of the Company; h) Issue of bonds and / or shares; i) Conversion of shares from one category to another, conversion bonds from one category to another, as well as the converting of bonds into shares; j) Merger with other companies or split of the Company; k) Dissolution and liquidation of the Company; l) Acts of disposition concerning the assets within the patrimonial assets of the Company, when the market value of such assets exceeds 50% of the total assets, less the receivables, on the conclusion date of such a legal deed; m) Amendment of these Articles of Incorporation; n) Any other matters that are included in the agenda of the meeting and falling under the competence of the Extraordinary General Meeting, in compliance with the legal provisions and these Articles of Incorporation Convening of the General Meeting The General Meeting shall be convened by the care of the Board of Directors of the Company whenever necessary, in compliance with the legal provisions The convening term of the Meeting may not shorter than 30 days as of the publication of the summoning notice of the General Meeting in the Official Gazette of Romania, part IV. The summoning notice shall be published in a general newspaper in Bucharest and in the Official Gazette of Romania, part IV The summoning notice shall comprise the name of the Company, the location, date and time of the meeting, the agenda, with an explicit specification of all the issues to be discussed during the meeting, a clear and precise description of the procedures to be complied with by the shareholders, in order to be able to participate and vote within the meeting, the reference date, the deadline for the submission of the proposals for candidates for the positions of directors, where the agenda comprises the election of the directors, the location wherefrom one can obtain the full text of the documents and draft decisions, other pieces of information on matters included on the agenda of the general meeting and the date on which they shall be available, the address of the website on which the information required by law shall be available, the proposal on the registration date and, if applicable, the proposal on the ex-date and payment date.

6 One or several shareholders, individually or collectively representing at least five percent (5%) of the share capital of the Company, may request the introduction of new items on the agenda, in compliance with the procedures expressly stipulated by the applicable law In compliance with the legal provisions, the Board of Directors shall convene the General Meeting upon the request of the shareholders representing, individually or collectively, at least five percent (5%) of the share capital of the Company About the meeting and voting right The participation, the management, the organization, the acknowledgement of the observance of the legal and statutory requirements, the exercise of the voting right, the adoption of resolutions and, in general, all aspects related to the General Meeting are made in compliance with these Articles of Incorporation, as well as with the legal provisions The resident or non-resident individual or legal entity shareholders of the Company shall be able to exercise their vote within the General Meetings of the Shareholders of the Company not only directly or by representation, but also by correspondence - in compliance with the provisions of the voting procedure by correspondence The company is bound to inform and make known the existence of the voting procedure by correspondence. Correspondence voting forms shall be made available to the shareholders at the address indicated in the summoning notice of the general meeting and on the website of the Company Quorum and Majority Unless otherwise expressly required by the legal provisions or by these Articles of Incorporation (whereupon such provision shall be taken into account), the presence of shareholders holding at least 1/4 (one fourth) of the total number of existing voting rights is necessary at both the first summoning and the subsequent ones Except as otherwise expressly required by the legal provisions or by the Articles of Incorporation, the resolutions of the General Meeting shall be adopted by the votes representing the majority of the votes cast by the shareholders present or represented or expressed by correspondence, in the General Meeting validly convened, in compliance with the provisions of the previous paragraph. CHAPTER IV BOARD OF DIRECTORS ART.10 BOARD OF DIRECTORS The Management of the Company is provided by a Board of Directors made up of 3 (three) directors, elected by the General Meeting of the Shareholders for a period of 4 (four) years, unless the General Meeting of the Shareholders establishes another term of office upon the election of the directors /director, with the possibility of extension of the term of office. The elected Board of Directors shall designate, during the first meeting, from among the members thereof, a Chairperson whose term of office shall be equal to that of the director The management system of the Company is a unitary system The Board of Directors congregates as often as necessary, at least once every three months, upon the convening of the Chairperson or of two of the members thereof, being chaired by the Chairperson. It shall fulfill the obligations set forth in the Internal Regulations

7 of the Board of Directors. The resolutions of the Board of Directors are adopted by simple majority. The Board of Directors shall appoint a secretary and shall determine the remuneration thereof The Board of Directors, by the members thereof, shall be able to perform all the legal operations and take the legal actions necessary for the fulfillment of the scope of business of the Company and for the best interest of thereof, as such, being entitled to conclude agreement in virtue whereof the Company shall acquire real estate, plants and generally goods intended to sustainably serve the Company, in compliance with the scope of business thereof, irrespective of price, as well as whereby selling real estate and any other property, irrespective of the value thereof, if the best interest of the Company requires so and if the value of the real estate exceeds half the book value of the assets of the Company on the conclusion date of the legal deed, less the receivables The Board of Directors has the attributions stipulated by the Law no. 31/1990, republished, and in the Internal Regulations approved by the General Meeting of the Shareholders Attributions of the Board of Directors that cannot be delegated to the managers: - Establishes the main lines of business of the Company - Establishes the accounting and financial control system and approves the financial planning; - Appoints and dismiss the general manager, sets the remuneration, attributions, responsibilities, rights, powers and supervises the activity thereof; - Elaborates the annual report; - Organizes the sessions of the Ordinary General Meeting and of the Extraordinary General Meeting, according to the legal provisions; - Files the application for the initiation of the insolvency procedure of the Company in compliance with the legal provisions; - Fulfills the duties delegated by the Extraordinary General Meeting according to art. 114 of the legal provisions The Board of Directors represents the Company before third parties, by the Chairperson and / or another particularly appointed director and/or the General Manager; The members of the Board of Directors are responsible according to the legal provisions, corroborated with a series of special provisions of the applicable law Liability proceedings against the directors, as well as against the general manager, auditors and/or the proxies/ substitutes thereof, for damages produced to the Company, is incumbent upon the Ordinary General Meeting of the Shareholders, in compliance with the legal provisions and, if the Company does not file an action and fails to make such proposals, it is incumbent upon the shareholders representing at least 5% of the share capital, being entitled to file an action in their own behalf, but on account of the Company. CHAPTER V AUDIT OF THE COMPANY ART.11 FINANCIAL AND INTERNAL AUDIT The financial statements of the Company are audited by a financial auditor, whether individual or legal entity, within the terms stipulated by law.

8 11.2. The appointment, revocation and establishment of the minimum duration of the financial audit agreement are made by the Ordinary General Meeting of the Shareholders The appointed financial auditor of the Company is DELOITTE AUDIT S.R.L., Romanian legal entity, established and existing according to the Romanian law, registered with Bucharest Trade Register Office under number J40 / 6775/1995, having the Sole Registration Code , with the registered office in Bucharest, 4-8, Nicolae Titulescu St., 2 nd floor - Deloitte area and 3 rd floor, 1 st District, by legal representative The company shall organize the internal audit within a distinct compartment, according to the regulations elaborated by the Chamber of Financial Auditors of Romania and in compliance with the provisions of the Companies Law no. 31/1990, republished and amended. CHAPTER VI BONDS ART.12 BOND ISSUE Bonds are debt securities issued by the Company in exchange for borrowed amounts of money, incorporating the duty of the Company to repay such amounts and to pay the related interests Bond issue represents a method whereby the Company may borrow by public subscription Bonds are negotiable securities, regulated by the Companies Law no. 31/1990, Law No. 297/2004 on the capital market, the Regulation of the National Commission of Transferable Securities no.1 / 2006 on issuers and transactions with securities Bond issue must be approved in advance by the Resolution of the Extraordinary General Meeting of the Shareholders The issue value of the bonds issued by the Company (in one or several issues) may not exceed 3/4 of the paid-up share capital of the Company. CHAPTER VII REGISTERS OF THE COMPANY, ANNUAL FINANCIAL STATEMENTS ART.13 REGISTERS OF THE COMPANY The Company is bound, according to the legal provisions, to keep the following registers: - Shareholders' Register, kept by Depozitarul Central S.A.; - Register of the meetings and deliberations of the general meetings; - Register of the minutes of the Board of Directors of the Company; - Register of the deliberations and findings made by the Financial Auditor, within the exercise of mandate thereof; - Bond Register; - Any other registers stipulated by special legislative acts. ART.14 ANNUAL FINANCIAL STATEMENTS The annual financial statements of the Company shall be drawn up within the terms stipulated by law The annual financial statements of the Company shall be audited according to the law.

9 ART.15 FUNDS AND PROFIT The profit remaining after the payment of the owed tax (profit) is distributed in compliance with the resolution of the General Meeting Dividends are distributed to shareholders pro rata with the share thereof in paid-up capital. CHAPTER VIII ON DISSOLUTION, LIQUIDATION, MERGER AND SPLIT ART. 16 DISSOLUTION AND LIQUIDATION The dissolution and liquidation of the Company take place within the terms and in full observance of the procedures, in compliance with the legal provisions. ART.17 MERGER AND SPLIT The merger and division of the Company are carried out within the terms and in full observance of the procedures, in compliance with the legal provisions. CHAPTER IX FINAL PROVISIONS ART.18 SEVERABILITY If any of the provisions of these Articles of Incorporation is or subsequently becomes unlawful, invalid or susceptible of being inapplicable in compliance with the Romanian law, the legality, validity and applicability of the other provisions of the Articles of Incorporation shall not be affected or impaired by this event Instead of the invalid provision, another reasonable provision shall be applied, that shall be as close as it is legally possible to the intent of the parties, in compliance with the spirit and purpose of these Articles of Incorporation and the good faith, if the parties, upon the conclusion of these Articles of Incorporation had taken into account the invalidity or inapplicability of such provision. The same reasoning shall apply mutatis mutandis in order to fill certain gaps of these Articles of Incorporation. These Articles of Incorporation represent an update comprising the amendments brought thereto in virtue of the Resolution of the Extraordinary General Meeting of the Shareholders as of December 11 th, The Shareholders, By attorney-in-fact Mihai ENE

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